SpiderMan: When Darkness Comes
by cradleman
Summary: A re-imagining of Spider-Man's world. Spider-Man faces a new arch-enemy in the mysterious Blackout as well as many other super-villains along the way.
1. Introductions

_**Author's note:** Here is the first issue of a story that I plan to continue as long as i have ideas for it. This is my own re-imagining of Spider-Man's world. Many of the main comic book characters will appear, though they might have many differences from their comic book counterparts. Also, there are many brand new characters I have included. Like a comic book, I will divide the story into both arcs and single issues. Currently i have the first three arcs and fifteen issues written. I plan to put out two issues a week, one on Wednesday and one on either Saturday or Sunday. To kick everything off though, I'll post the first two issues tonight, then issue #3 this weekend._

**ARC 1: Blackout  
**

_**ISSUE #1: Introductions**_

As Peter left for school, he thought back to just a few short months ago. Back then, he'd been just a normal kid living with his Aunt and Uncle. Now, walking through the brisk November air, he knew he was far from normal. He hadn't been normal since that thing, that mutated spider. . . . He shuddered at the thought; he remembered feeling the pain of the bite surge through his body, and then the tears swelled as he thought of his Uncle Ben. His uncle, who he'd let die because Peter hadn't yet learned an important lesson. But he was different now. He had learned that lesson at great cost; nothing would every truly take away the pain of his uncle's death. Emerging from his reverie, he quickly looked around. He saw nobody, so he ducked into the nearest alley. Thirty seconds later, he emerged with a totally different look. Instead of blue jeans and a t-shirt, now he was wearing blue and red spandex, with a spidery design over it. He scaled the nearest building, slung his backpack over his shoulder, and swung off toward school.

Not too far away, Ben Reilly was headed off for college. He wasn't really Peter's cousin, as Peter's dad was Ben Parker's brother, and Ben's mom was May Parker's sister, but they might as well have been. Since his parents had been killed in a car wreck when he was just a baby, he had lived almost all his life with the Parkers. He had moved out at the start of college, but Ben still stopped over at Aunt May's house several times a week. He was 22 now, four years older than Peter. Although there was a little bit of an age gap, Ben had always been there to talk to Peter. Ben knew that Peter needed him more than ever because of Uncle Ben's death. Although Ben was extremely intelligent and good looking, he was still considered inferior by others. He had been blind since contracting a disease when he was only six. He could vaguely remember some of the colors and shapes from his childhood when he thought hard about it, but he tried not too. Thinking of them only made him sad. Although he missed his sight, Ben realized that he was still luckier than his best friend.

His best friend was Nick Grey, a mutant with an ability that cursed him and forced him to avoid people. He discovered his ability on a date with his first girlfriend. He had leaned in for a kiss, but as their lips touched, Nick saw her lying on the pavement in front of a car. When he recoiled and told her what he had seen, she screamed "MUTANT!" at him as loud as she could and ran away. In her fear of Nick, she stepped right out in front of the car that Nick had seen in the vision. He had dated two other girls since then, and each time, he had seen parts of their futures. Each time, the relationship ended horribly. He now wore a long cloak and gloves even in the summer, just to keep his mutant ability from activating. He could no longer take it, and had decided before he attended college that he would be no one's friend. He kept it up for several years too, until Ben Reilly came along. No matter how hard Nick tried to avoid him, Ben kept talking to him. He wouldn't be deterred, and eventually Nick had broken down and started responding. He soon realized he had somewhat of a kindred spirit in Ben. He too was someone who the world didn't take as they should, someone who had gone through a lot of pain in his life. He and Nick had bonded, and now nothing could separate them.

* * *

Peter arrived at school with just a minute to spare. He quickly changed and hurried inside. As soon as he sat down, the bell rang to start class and he breathed a sigh of relief. "Good Morning, Mr. Parker. Glad to see you wanted to be in my class today. Of course, you do realize your class is the next room over, right?"

Peter looked up. Where he had expected Professor Gusterson to be, he saw instead Miss Weaver, the evil English teacher.

"Oh, uh, whoops. See you in a few hours!" He hurried into his actual classroom, his face reddening each second. As he sat down he saw everyone's eyes go straight to him, and he shrunk down into his seat. G_reat, All that trouble to get here on time, and I'm STILL late. Some days, a guy just can't win! Of course, if you're me, that's every freaking day._ The rest of the morning went no better. Harry Osborn and Johnny Storm were at their worst, tormenting him both with insults as well as throwing different objects at him. By the time he got to lunch he was already ready to go home. _Boy, with these powers, you'd think I'd be something special. Instead I'm still the class chump. I have the worst luck ever._

He glanced across the table, and saw Eugene "Flash" Thompson. He was quite short, and had short, curly blond hair. He was the smartest kid in the school, and also the most picked on. He had gotten his nickname when a wedgie given to him by Johnny Storm had gone very wrong. Unfortunately, that memory was still imprinted on everyone's mind, and no one ever let Eugene forget it. _Ok, maybe I have the second-worst luck ever. Poor kid, it's hard enough to just get to lunch without getting a swirly. And, judging by the slightly damp hair, it's probably safe to guess he failed today._ That's when he saw her. She was the IT girl. So gorgeous, she took his breath away. So perfect, he couldn't imagine one thing wrong with her. So popular, he knew she would never even notice him if Osborn and Storm weren't picking on him. _Hey, can't hurt to look, right? Oh, God! She's just so. . . _

"Hey, Peter. Peter? Earth to Peter. Peter Parker! PETER FREAKIN' PARKER!"

Peter snapped out of his trance and looked over at Mary Jane Watson. She was two inches shorter than Peter, who was five and a half feet tall, and she had flaming red hair. Although not quite as gorgeous as the girl Peter was staring at, she still commanded eyes when she walked into a room. The jocks had long since given up on her, and they still couldn't figure out why she would rather hang with Peter and his crowd than them.

"What, MJ?" Peter protested. "I wasn't doing anything!"

"Peter, you were practically drooling over that slut."

"GWEN is NOT a SLUT!" Peter raised his voice probably a bit too much, and he saw several heads turn his way at the remark. He shrunk back into his seat but continued, "She's probably quite nice; you just don't like her because she's a cheerleader, while you'd rather crack open a science book."

"That's not it at all; I'd just rather die than wear an outfit like that! It's practically begging for you know what!"

"Is not!"

"Um, guys?" Jason Banks cut in, "Can we sit down and eat now? You two can have this discussion later, preferably sometime I don't have to hear it."

Mary Jane looked a bit sheepish. "Oh, uh, yeah. Sure."

Jason and his girlfriend Crystal sat down to complete the group. Although still intelligent, Jason was probably the least academically inclined of the group, but he'd been Peter's friend since elementary school. Although he was a member of both the football team and the wrestling team, he had stuck with Peter and constantly tried to defend him, usually to no avail. Crystal had been his girlfriend for almost two years, and matched well with him. She had quickly become friends with Peter, MJ, and Eugene and was always quick to defend them to Harry and Johnny. As they sat down, the topic changed to something more suitable for the group, and Peter's thoughts left the gorgeous Gwen Stacy for at least a minute or so.

Jason's brother Joe was on the opposite end of the social spectrum from Peter Parker. Six feet, six inches tall, and athletic like his brother, he was already one of the best basketball players in the state. Although he had just entered ninth grade, he had already been promised a starting spot on the varsity squad. He had two really good friends, Victoria Malone, or Vicki for short, and her twin brother Blake. Vicki was popular, but she also could act very strangely, sometimes disappearing hours at a time for no reason. Blake had also been told he would be on the Varsity squad, but he would probably be on the bench. He and Joe hated school, and were always more than happy to go and play one on one basketball as soon as school ended. Vicki sometimes came to help Blake, but Joe could beat them anyway. After school let out, Joe and Blake headed out to the basketball court, with Vicki following. As they were talking, Vicki noticed something weird in the distance Although she was unable to tell exactly what it was, she was interested and wanted to investigate.

"Hey, guys? I think I forgot something at school, I'm gonna go back and get it, then go meet you at home later tonight, Mkay? See ya!"

Blake and Joe walked off, and Vicki heard Blake mutter something to Joe about women that they both laughed at. She shook her head and looked around. Confident that no one was looking she waved her hands and disappeared. _Man,_ she thought, _I love this ability! I just have to give a little wave, and there's an illusion I'm not even there! Being a mutant isn't so bad. Of course, I'm not telling anyone about this, they would just call me a freak. And there is NO WAY I'm registering with the government. I'll worry about that later though, for now it's time to get into costume._ She quickly slipped into her costume, a gold and silvery outfit that had a metallic sheen to it, with different patterns woven in. She put on her mask, and with another quick wave of her hands, the illusion was gone. _Now, it's time for Mirage to check out that odd disturbance. _

Peter was swinging high overhead as the costumed super-hero Spider-Man when he too spotted what Mirage had seen. Where he should have seen Midtown Bank, he saw darkness instead. Not just a darkening of the sun or a shadow cast upon it, but absolute pitch black covering the entire building. _Ok, now I could be wrong, but I'm guessing that's not natural._ He swung in toward bank, and landed on the building across the street. He surveyed the scene, trying to think about how he should approach the situation. _Hm, either Tony Stark's invented some crazy darkness machine and gone rogue, or we have a mutant running around robbing banks. Considering Stark would probably LOSE money by robbing a bank, I'm guessing it's a mutant. On the bright side, if a guy was super powerful, he wouldn't be robbing a bank, right? Riiight. _Peter took a deep breath, steeled himself for the darkness, and swung headlong into it.

* * *

As his last class finished up, Nick stepped outside of the classroom and looked around for Ben. Although he searched up and down the hallways, he didn't see him anywhere. _Strange,_ Nick thought, _He's usually waiting to greet me. I wonder where he's gotten to. _Nick sighed heavily, disappointed to not be able to talk to his only friend. He started the long walk toward his apartment when he heard a news report on the TV in the lobby of the building he was in. "You heard it here first folks. Midtown Bank has been completely swallowed up in an inky blackness. It seems to interfere with radio signals, as the police have been unable to communicate with the guards. Hopefully, they are still alive, but there is no way of knowing until the blackness is gone. Hold on, we just got a report that Spider-Man is swinging into the blackness. His reason for going inside is unknown; we just have to hope he's not helping whoever caused this."

Curious, Nick drove down to the bank to check out this blackness in person. When he arrived, he saw Mirage run up to the scene. As she ran toward the bank, she remembered something important. _Oh, Crap! I'm afraid of the dark! I can't go in there! I'll just collapse, and I won't be a help to anyone at all._ She looked up to see Spidey swinging into the darkness onto the bank. _Come on girl, if that guy can do it, you can too. Can't you? _She closed her eyes, took a deep breath, and ran at full speed until the darkness consumed her.

* * *

J. Jonah Jameson, irascible publisher of the Daily Bugle and official president of the **I Hate Spider-Man** club looked out his window in disbelief. "One of the weirdest things to ever happen in New York, a bank completely disappearing under blackness, and I DON'T EVEN HAVE A SINGLE REPORTER THERE! AND WHERE ARE MY FRIGGIN PHOTOGRAPHERS!"

"Uh, Mr. Jameson, you fired the only photographer who worked in that area just yesterday. A, uh, Mr. Eddie Brock, I believe."

"Now why would I do something like that, Miss Brant?"

"My guess is that it's because he gave you fake photographs of that robbery last week, sir."

"Oh, that's right, he did, didn't he. Ok, well, make sure there is a headline tomorrow promising a job for a capable photographer. But, I need something that'll prove their worth. What would you suggest?"

"How about a picture of Spider-Man? Even Eddie couldn't get a single good one, and he'd been on it for almost a month. If someone can do that, it would prove he's the right one for the job."

"What? Why would I want to legitimize that criminal by putting him on the front page? What could that possibly do for me?"

"Sell papers, Mr. Jameson."

"That's crazy! Now run that ad and make sure that the photographers know I want a good one of Spider-Man. Now, where's a reporter? Harvey! Get over here; I got a job for you."

David Harvey was six feet tall, with dirty blond hair, and the best crime reporter in the business. Even though he was only 29, he had been through a lot. After seeing his adoptive parents gunned down by a mob member when he was 12, he'd determined to help take filth like that gunman off the streets. He had enrolled in the police academy, but had been kicked out only a year later after brutally assaulting a Narcotics dealer. Although the man had survived, David's career as a policeman had not. He soon got a degree in journalism though, and had been hired at the Daily Bugle. Still determined to make New York safer for the common person, he had personally been able to get evidence to lock up over twenty-five criminals over the last two years alone, including the notorious mob boss Frederick Foswell.

He looked up at Jameson. "Yeah, boss, what is it?"

"Get down to Midtown Bank fifteen minutes ago. I want a full write up on this 'Bank has lights turned out' story by ten o'clock tonight. Also, get that criminal Spider-Man involved in this. If he's there, it can't be for any good whatsoever."

"Ok, boss. If you're sure that he's up to no good, I'll get the dirt on him for you."

"Good man. Oh, and Harvey? Stop calling me boss."

"Sure thing, boss."


	2. Confrontation

**_ISSUE #2: Confrontation_**

As Peter swung into the blackness, he hit it like a wall and he dropped to the ground. It was like nothing he'd ever experienced. The darkness was almost tangible, one solid mass crushing him under its weight. This was accompanied by an overwhelming pain, a burning sensation that ran along his skin. _Well, I guess I know what the Egyptians felt like during the plague of darkness Aunt May used to tell me about when I was younger. I never imagined it could be this bad, though. _He tried to use his spider-sense to guide him, but whatever was generating the darkness was dampening his spider-sense too. He concentrated and was able to use what he did have of his spider-sense working to get into the building and to the vault. It took him several minutes, but he finally made his way into the main room. He was overwhelmed by the screams of pain coming from anyone unfortunate enough to be inside the bank when the darkness had descended. Without warning, cutting through that cacophony of agony came a voice he would never forget.

Vicki had experienced the same pain She tried to create an illusion to take away the attack on her senses, but it was impossible. The blackness wiped away even the most powerful of her illusions. She tried to steady herself, but the fear was almost overwhelming. _Breathe, just breathe, _she instructed herself. She slowly calmed down enough that she could at least try to help Spider-Man. She walked in the direction of where the bank should be, and felt the wall. Once she had her hand on something solid, she began to crawl her way to the front door. The voice had just begun to speak when she finally entered.

_**"****Spider-Man! I have been expecting you. I would have thought you would have gotten here much earlier. As it is, I'm almost done looting this place. Of course, even if you had arrived when I was just beginning, it's obvious that you are in too much pain to be able to stop me.****"**_

"Wanna bet, creep?" Spidey rushed toward the voice and swung hard. Where he thought the mysterious man's face was though, was just the vault door. Peter's hand hit with a resounding CRACK and he fell to the floor, clutching his wrist in pain.  
_**  
"Come now, Spider-Man, do you really think that I'd let you know where I was just by the sound of my voice? I hope you don't take me for a fool."**_

This time, the voice sounded like it was coming from everywhere, not just one place. "It wouldn't be the first time. I fought this one dude last week that was as dumb as a rock, literally. You'd really like him!"  
_**  
"Silence, Cur! I have humored you long enough. And, it seems like we have a visitor that I did not notice before. I do believe I recognize the outfit of Mirage, correct?"**_

"Of course, dirtbag," Vicki managed to get out through her teeth that were tightly clenched in pain. "Now, I want to know who you are before I kick your sorry little ass."  
_**  
**__**"Now, now, watch that language, Mirage. Besides, it will be I, not you, who delivers the 'ass-kicking' today."**_

He walked over to where Peter was still down on the ground, now nearly unconscious from the pain, both from hitting the safe and from experiencing the strange darkness. Peter tried to get up and run, but he quickly stumbled and fell. The man was upon him like a flash, and before Peter could even realize what had happened the man had lifted Peter's sleeve and put his hand on Peter's arm. If the previous pain had been almost unbearable, there was no way to describe the feeling of being touched by the mysterious criminal. All of Spider-Man's energy felt like it was being drawn out of his body and into the man's hand. The touch was like a fiery acid, and Peter grew weak and sick.

_**"Thank you, Spider-Man; I have so wanted your powers."**_ He turned his head toward Vicki and said with a deadly whisper, _**"Mirage, it's your turn."  
**_  
" Never!" Vicki launched a wild kick that she knew she didn't have a chance of landing unless she got lucky. Lucky she wasn't; her foot just slashed at darkness and she lost her balance. She fell to the ground face first as the man grabbed her leg. The same feeling Spidey had experienced just moments before made her want to vomit. She passed out and the stranger headed for the door. As he opened it, he turned around and spoke for the final time.  
_**  
"You'll have to try harder if you hope to defeat BLACKOUT!**__**"**_

Outside, David pulled up just in time to see the inky darkness suddenly be sucked inside the bank, leaving the outside once again normal. The police on the scene rushed into the bank, and David followed quickly. He tried to stay out of the way and not get noticed. What he saw inside the bank was incredible. Everyone caught inside was now splayed on the ground, most in a state of shock. He saw an elderly couple with their eyes closed near one of the tellers. He rushed over to help, but dropped his head in sorrow after he could find no pulse. _That dirty rat. I don't know who did this, but he will pay. No scum will escape me, I'll see to that. I will find out who this is, and I will put him in jail._ From where he was standing, he noticed out of the corner of his eye what looked like a red foot sticking out from behind a teller window. Checking around to make sure no cops had noticed him yet; he hurried over to see what it was. _Oh my God! It's Spider-Man! What in the world happened that would trash him so badly? Wait a minute! Jameson said Spidey might be in on it. Could this be a double cross? Was Spider-Man not expecting what ever it was that did this to him?_

Peter groaned and looked up, seeing David's face. He tried to run, but David grabbed his ankle and yelled for the cops. _Oh, great! Now, they are going to think that I robbed this bank. Maybe if I tell this dude holding my ankle about Blackout, the cops will realize this wasn't me._

"Hey, dude, who are you?"

"Name's Harvey, David Harvey. I'm the crime reporter for the Bugle"

"Good! Just the person I need! I'm gonna give you a scoop, do you think that you can deliver this to JJJ without the anti-Spidey bias?"

"Give me your story, and we'll see."

Peter quickly told David the story of Blackout, how he generated the blackness, and how he had defeated both him and Mirage.

"Uh, Spidey, Mirage ain't here. No one saw her at all in here. So how do I know you're telling the truth?"

"You just gotta believe me. Now, if you'll excuse me, I need to get going."

Spidey yanked his ankle free and ran quickly toward the nearest window, tore the metal grating off, and jumped through it, letting the glass shatter and fall on the ground around him. He wanted to swing around looking for Blackout, but he was sure he'd broken his wrist hitting the safe. He healed a lot faster than normal people, but it would still be at least two days before he could go web-slinging again. He reluctantly found a place to change back into Peter Parker and took the subway home.

* * *

Nick stood outside as the bank as the blackness retreated and it was left looking normal once again. He removed one of his gloves, and flexed his hand. As he held his hand outstretched, he felt something brush across it, and his mutant ability kicked in by reflex. He was hit by a wave of nausea, and his eyes filled with a vision. Only this time, no scene in someone's future played in his head. Instead, there was only a blackness so deep that it couldn't be measured filling his sight. He grabbed at his eyes and collapsed onto the sidewalk.


	3. Aftermath

**_Author's__ Note : _**_Although I originally planned to only put two issues out a week, I may put them out a little quicker if I get the time. It will cause more of a delay in between the new arcs, but it might make it easier for everyone who's reading to follow along and keep up with what is going on in each arc. For now, here is the newest issue. I hope you enjoy, and if you do please leave a review or PM me to let me know._

**_ISSUE #3: Aftermath_**

David hurried back to the Daily Bugle, wasting no time in beginning to write. He took his phone off the hook so he couldn't be bothered, and concentrated on his story. He wanted to get it done before he forgot the specific details that Spider-Man had given. Even as he began the article, he was still conflicted as to what Spider-Man's true involvement was._ For all Spider-Man said, I still only have his word. If Jameson is to believed, that in and of itself isn't worth jack. Spidey also said Mirage was there even though no one saw her, and he blame this mysterious Blackout._ He shook his head, momentarily looked at the ceiling, and made a decision. _I'll just have to leave it ambiguous. I want to interview some of the people in the bank to solidify some of the facts, but given their general condition that won't happen for quite awhile. _David groaned in annoyance and continued writing.

* * *

As Peter arrived at home, he tried to get upstairs and go to sleep. Unfortunately for him, Aunt May was waiting right inside the door. "Peter, dear, where have you been since school got out? Mary Jane called an hour ago looking for you!"

"Um, I decided to walk home for a change. I thought a breath of fresh air would do me some good." He tried to head up the stairs, but May caught a glimpse of him holding his wrist.

"Oh my goodness! Peter, what have you done to yourself!"

"Oh, uh, it's nothing too bad. I had to jump out of the way to avoid a bike messenger who was in WAY too much of a hurry, let me tell you. I made it, but I tripped and fell hard on my wrist. I think it's sprained, but it could be a lot worse."

"You really should take more care of yourself, Peter."

"Yes, Mam."

"Dinner's in an hour, I expect you down here then. Now go call Mary Jane back, and let her know you are still alive!"

* * *

Nick groaned and rolled over, as he felt someone shaking him. He thought he heard someone saying his name, but he couldn't be sure. He shook his head to clear the cobwebs, and looked up at the man. "Ben? Is that you?"

"Hey, Nick. I, uh, couldn't find you after your class and someone said that they thought you had gone down to the bank."

"But, you were calling my name. How did you know where I was, or even who I was?"

"I nearly tripped over you, so i that's kind of how I found you. I didn't realize it was you though until i heard you mumbling something."

"Oh. I guess that makes sense."

"What happened to you?"

"Well, I had my hand out, because I thought no one was around. All of a sudden, without seeing anything, I felt somebody's skin brush across my bare fingers. I didn't see any of the usual random scenes from their future. When my power activated this time the only thing I saw was darkness. An unending, all-consuming blackness. It was terrible, and it hurt like nothing I've ever experienced. It was just too much I guess, 'cause next thing I know here you are, waking me up. I just really want to get home. I'll walk with you back to your place first though."

When Nick finally got home, he tried to do something he'd only done one other time. One part of his mutant power that he hadn't known about at first was that when he touched someone, he formed a bond with them. If he concentrated, he somehow knew exactly where they were, anywhere in the world. he wasn't really sure how it worked, but Nick felt he needed to try now. He had a feeling that the man who had touched him was the same person responsible for the bank robbery. He ate a small meal first to give him some strength before sitting on his bed. He put his head in his hands and focused all his energy on finding the man. Instead of getting the location though, he got the same reaction as he had a few hours earlier. As blackness filled his sight, he softly muttered, "Not again. . ." before collapsing and passing out on the floor.

* * *

The next morning, Peter woke up and tried to move his arm. He felt the pain, but it was not nearly as bad as it had been the night before. _I' may be no Wolverine, but I should be all right by this afternoon. I wonder what Jolly Jonah has to say today. Oh! That reporter I talked to was from the Bugle! Maybe I'll get some good press for once._ Peter picked up the paper off the table. _Or, maybe not. _The headline screamed in huge letters,

**UNKNOWN MUTANT ROBS BANK! SPIDER-MAN ACCOMPLICE?**

_Well, obviously JJJ still has control over headlines, might as well check the story. _As he read the story, he saw that the reporter obviously hadn't believed him.

**Yesterday, the Midtown Bank was robbed after being covered in an unnatural darkness. Because of the unusual nature of this darkness, which included inducing pain, causing nausea, and even inducing heart attacks, the police assume the involvement of at least one mutant. As the only super-powered individual that the police are confident was in the bank immediately after the robbery, Spider-Man, does not posses the power to generate that kind of darkness, this mutant's identity is currently unknown. According to the police report, over one million dollars was stolen, and two people were killed from the darkness induced heart attacks. Also, an additional twenty-five people were sent to the hospital due to complications resulting from the darkness. When Spider-Man himself was found after the robbery, he was in a state of obvious pain and had been badly injured. He gave a statement to this reporter, and said that the unknown mutant had called himself Blackout. As none of the other people in the bank at the time have been available for comment, it is unknown if Spider-Man is telling the truth. He also mentioned that another so-called superhero, the mutant Mirage, was on the scene. However, as she was not seen anywhere in the vicinity of the bank immediately after the robbery occurred, the only person currently able to link her to the robbery is Spider-Man. At this time, the because of the state in which Spider-Man was found, the most likely scenario that the police are considering is that Spider-Man was an accomplice to the mutant. They believe the mutant and Spider-Man completed the robbery together before the mutant double-crossed Spider-Man. There is no warrant currently out for the web-slinger's arrest, but police have said that they are in the process of obtaining one.**

_Jeez, I give the guy a gift-wrapped summary of what happened, and an extremely rare interview with me, and what do I get? 'Spider-Man is currently a suspect." God!_ Scanning the rest of the front page, he spotted an advertisement that gave him an idea. In big bold letters, it read: **Photographer needed! Job can be won by bringing in a picture of Spider-Man. Photos will be checked for accuracy and composition.** _Hey! I think Aunt May's got a digital camera! I could take pictures of myself, and get some needed cash. I'll do it after school, and hopefully no one will beat me to the Bugle Office._

* * *

Vicki woke up with a start. She saw she had two hours to get to school, so she got up and locked her door so no one could get it. She still was in a lot of pain from whatever Blackout had done to her, so she wanted to try her powers out a little bit, just to be sure that she was operating at full strength. After an hour of practicing, she had determined that her power's were still perfectly fine. _Man, I'm glad I had enough power to cast an illusion over myself once Blackout disappeared. I almost didn't even have enough strength to change back outta my costume before I got home either. I'm just glad Mom bought that I wasn't feeling well. Hopefully, Blake won't be suspicious either. _She quickly dressed, and went down for breakfast and waited for Blake to come down so they could go to school.

* * *

Nick woke up on the floor; it sounded like the phone was ringing. He stood up to go get the phone and winced in pain at the residual headache caused by his fainting spell. _Damn that hurts! Why did that guy have to touch me! And who would be calling now? Oh my God! What time is it?_ He looked at his watch. _Great, it's broken. Must have done it during one of my falls last night. _He ran over and grabbed the phone.

"Nick! Why are you still at home?" Ben sounded relieved that Nick had finally answered.

"I, uh, blacked out again last night. Must have been a residual effect from touching that guy last night."

"The Daily Bugle reporter says that Spider-man was calling the man who robbed the bank Blackout. If he is the one who touched you, that might explain the vision you had the first time. But have you ever experienced a double vision before? Or is it because he's a mutant that it might have done it?"

"Not sure, but that definitely makes sense to me." Nick lied rather convincingly. "None of the girls that I dated and touched were mutants, and I don't think the people that I accidentally touched so far have been mutants. So that's a definite possibility. I'm still feeling the affects some, so I'm going to stay home today. Hopefully, they'll be gone by tomorrow."

* * *

As Peter got to school, he could already hear Harry and Johnny tormenting poor Eugene. "Hey, '_Flash_,' did you see what your hero did yesterday?" That was Johnny, Peter knew from the voice. "It says here in the Bugle he helped a nasty mutant rob a bank; then got double-crossed."

"He did not!" Eugene's high-pitched whine echoed far down the rows of lockers. "He tried to stop Blackout! He just didn't know how to capture him! You just wait, he'll beat him yet."

"Come on, '_Flash_'" This time it was Osborn chiming in. "You really believe that mutated piece of crap? I'm not so sure he didn't just steal something from Tony Stark and rig it himself. That way he could make some easy money and have some ready made 'super-villain' to blame it on."

"That's not true!" Eugene's voice was almost unbearably screechy now. "How dare you call him such mean things!"

"Could have said worse," Johnny said as he picked Eugene up and pushed him inside his locker, "we could have said you were his biggest fan."

When Peter knew they had left, he cautiously went over and helped Eugene out so that he could get to class on time. Once Flash was on his way, Peter got his things, and walked into his own classroom (after checking to make sure it was actually his classroom this time). As he sat down and the bell rang, He saw two people he didn't recognize standing by Professor Gusterson. The teacher smiled and began to speak. "Good morning, class, I'd like you to meet your new classmates."


	4. The New Kids

_**ISSUE #4: The New Kids**_

"Everyone, I'd like you to meet Zane Blackard and Brian Millar. They just transferred in from out of state. I believe Zane is from New Jersey, and Brian just moved from Florida. Zane, I'd like you to sit by Eugene. Brian, you can take the empty desk next to Peter."

Zane was tall and a rather imposing figure. He had dark features, accentuated by the black clothing he wore. As Peter looked, from his head to his toe Zane was wearing only black. Black shoes, socks, pants, and shirts made up his entire wardrobe. Even his hair was dyed a deep black, and hung low over his pierced eyebrows. He was about six feet, three inches tall and very muscular. As he moved, he carried the attention of the class all the way to his seat. Brian on the other hand was much shorter, about five feet, eight inches tall. He was good-looking enough without being overly attractive. His light brown, sandy-colored hair, was a little bit long; he had blue eyes, and dressed like everybody else. If Professor Gusterson hadn't mentioned him, it was likely that no one in the class would have noticed him at all. At lunch, Zane ignored Harry and Johnny and sat by himself. A couple people tried to sit near him, but he glared at them, and they quickly moved away. Peter saw Brian sitting alone out of the corner of his eye, as he prepared to sit at Eugene's table. "Hey, Eugene, let's sit with the new guy. He looks a little out-of-place."

"Uh, no thanks, Pete. Zane's a little creepy for me."

"Not Zane, the other new kid, Brian. He looks nice enough, and he doesn't know anyone here. Let's be friendly to him, before Harry and Johnny get a chance."

Peter picked up his tray, and Eugene grudgingly followed over to Brian's table. "Hey, Brian! How's your first day of school going?"

"It's going, I guess. I hate school. I always have, would much rather be outside. I love nature. It's so peaceful outside. You're Peter, right?"

"Exactly. Hope you don't mind us sitting here."

"No, I welcome the company. I was getting kinda lonely here." He turned and looked at Eugene. "Is it Flash?"

"Um, no, that's a, uh, nickname. Call me Eugene. Please?" Eugene finished the "please" on a very pleading note.

Brian gave Peter a glance, Peter mouthed that he would tell Brian the whole story later. "Okay, then Eugene it is. Nice to meet you."

"Um, it's nice to meet you too."

As Mary Jane walked up to where Peter and Eugene were sitting, she saw Peter start looking around for Gwen. He was obviously hoping to be able to position himself into a place where he could stare at her during lunch. _Oh, Peter,_ MJ thought to herself, _I wish you wouldn't waste your time with her. Why can't you see what's so obviously in front of your face? Instead, you have to look for THAT whore every day! _Peter had finally spotted a glimpse of what he thought was Gwen when Brian spoke up. "Hey, dude, I don't know who you're looking for, but the hottie behind you doesn't seem to like it too much."

Peter sat up all of a sudden and turned around, blushing slightly. "Uh, hi, MJ! This is Brian; he's new here, I met him in first period today. Brian, this is my best friend, Mary Jane Watson, or MJ for short. Head this way are Jason Banks and his girlfriend Crystal. Jason's one of the big sports stars, you'll probably hear about him a lot as football season gets underway."

"Dude, that's awesome! I love sports!"

Peter had a surprised look on his face. "Really? I didn't really take you for a sports fan."

"Oh, the only one i can actually do is wrestling, but I love to watch pretty much any sport. Baseball, football, basketball, even tennis and golf occasionally. I just can't help but sit down and watch it."

Jason had started to sit down and got a smile on his face as he heard Brian ramble on about sports. "You said you wrestle?"

"YES! It's awesome, normal guys like me can do well, not just the more athletic people."

"Cool! I wrestle too!" He and Brian continued to talk for several minutes.

MJ, Crystal, Peter, and even Eugene started exchanging glances. They knew that once Jason got started on sports, he would never shut up. It seemed that Brian was the perfect person to talk to them about, a fact they were just beginning to realize and regret.

Across the room, Vicki was trying to eat her lunch while ignoring Blake and Joe. Like his brother, Jason was a sports nut, and Blake almost matched him. Usually Vicki kept up with sports just to talk to them, and her terrible crush on Joe might have also been a factor. She had tried to make it as obvious to him as possible, but in typical guy fashion, he hadn't a clue about it. Today however, she still had a small headache from Blackout's touch, and she tried to replay the scene in the bank over in her mind. She wanted to figure out if she could spot any weakness that she could exploit next time she ran into him.  
_  
Well, I know he can steal our powers, but he can also create that painful darkness. Is the darkness his power? Or is his power absorption similar to Rogue's? Did he take the darkness from somebody? Even so, how do we combat him? I got my butt kicked royally last time; I need to see if I can find Spidey tonight to discuss this with him. Too bad that he doesn't just go to school here, that would make it so much easier._

After school, Peter prepared to go home. He said goodbye to Jason, MJ, and the rest of the gang, which now included Brian. As he prepared to get on the bus to go home, he heard his name called out. "Peter! Ben's here to walk home with you." Peter turned around and saw Ben standing with MJ.

"Thanks, MJ! Hey, Ben, how are you? How come you came over here?"

"Oh, well, Nick has been sick today, and I miss getting to hang out with you, so I decided you and me could walk home together. I, uh, I got a ride over here."

Across town, as Peter and Ben continued their conversation and prepared to leave the school, Nick sat on his bed with a determined look on his face. he needed to find Blackout, no matter the risk. He took a deep breath, and closed his eyes, putting all his energy into reconnecting the momentary bond with Blackout. He felt the darkness coming back, threatening to knock him out again, but before it did, he finally got a location. Blackout was at Midtown High School, where Ben's cousin Peter went to school!


	5. Gameplan

**_ISSUE #5: Gameplan_**

Nick reached up for the phone weakly; most of his strength had been sapped by the effort to find Blackout, and he was still groggy from the darkness visions he'd incurred after locating Blackout. He scanned the Daily Bugle, looking for the number of the reporter working on the Blackout robbery. When he finally found it, he dialed and waited for the man to pick up.

At the Bugle, David was about to head out to try to get more info on Blackout when his desk phone rang. Slightly annoyed, he picked up the phone and briskly said, "Daily Bugle Crime, David Harvey speaking. Can I help you?"

On the other end, Nick hesitated, but spoke up quickly. "Hi. . . uh, my name is Nick. Nick Grey. I have some info on the man named Blackout."

David's eyes widened, but he wanted to make sure it wasn't a prank call. "How do I know this info you are giving me is accurate?

Nick sighed. "Because I'm a mutant. In case you're wondering, I have registered with the government, so if you have any contacts there, they can confirm it. The info I have is strictly confidential, and for you only unless otherwise necessary."

"Why are you contacting me then? Believe me, I'm grateful for the scoop, but if this info is so important, shouldn't you contact the police first?"

"I don't want to be bothered and hassled about being a mutant. Not only that, I don't think they will believe me. I've always liked how you write, it seems like you truly care and want to help clean up New York City."

"Alright then, what do you have? If it helps I will even pay you."

"I don't need any money, I just want to help out any way I can. The man you are looking for, Blackout, was at Midtown High School today at about 3:00 P. M."

"And how do you know this?"

"Yesterday, at the bank, Blackout made contact with my skin. One of my mutant powers is a bond that is formed with anyone i touch. I can always locate them by momentarily reforming that bond, though it does require a great deal of effort."

David excitedly wrote down the info, and since he had no leads at the moment, anything was good news. "Thank you very much for the info, hopefully it will turn up something." He slammed the phone down and rushed out the door. Meanwhile, in an alley downtown, Peter was toying with Aunt May's digital camera. _Oh, God, I hope I don't break this thing! She will so kill me. They won't even find anything left of me! I know it! Ok, let's not freak out now, and um, let's see how this works._ He set the camera to automatic, and webbed it to the wall. _Ok, I hope that does it. Now, I wonder what the public wants to see. Maybe Spidey doing flexing poses? Or, howabout one of me hangin' upside down? Me walking on a wall?_ As many random poses as he could imagine he performed as the camera clicked away. An hour (and about thirty odd poses too many) later, Peter had the pictures he wanted. _Now, how the heck am I supposed to get them to the Bugle? E-mail? No, not for the first. I'll need to transfer the pics to a jump drive and see what Jolly Jonah thinks._

* * *

Vicki looked around her house, and saw nobody was looking. She yelled to Blake that she was going to bed and not to bother her. She then created an illusion of her sleeping, and another illusion to hide herself while she changed and sneaked out. _Now, I need to find Spider-Man. But, how? I need to think like a spider. An icky, disgusting, filthy spider. Queens? No, no skyscrapers there. I'll try up near midtown first. You know, I really, really need a Miragemobile. Now I have to sneak on a bus, or maybe the subway. That's just great._ Within an hour though, Mirage was in midtown, searching for Spider-Man. _I need to create an illusion of some super-villain of his. But, wait, has he actually fought anybody yet? Oh! There was that dude made of sand. I'll just make it look like he's attacking some people on the street._ She concentrated, and soon the illusion had formed.

Spidey was high above, on his way home to fix the pictures he had taken. _I'm glad my arm is feeling good enough __to web-sling, I wasn't sure it would heal in time, and I really didn't want to walk home._ Just then, he spotted Mirage's illusion. _Oh, Crap! I just put that guy away! And he was seriously hard to beat! How in the world did he escape that unbreakable metal container they stuffed him into? Aw, man, this really sucks._

As he swung down to face Sandman, all of a sudden, both Sandman and the people he was trying to rob were gone. Mirage heard Spidey mutter "What the. . ." before finishing the phrase with something that he probably shouldn't have said around young children.

"Um, hi, Spider-Man!"

"Mirage?" The surprise on his face was evident, even through the mask. "Why in the world did you do that? You about gave me a heart attack!"

"Well, I needed to contact you, and there's no light in the sky to let you know I need to get a hold of you. (That would be a good idea though). Anyway, I figured an illusion of a super-villain would do the trick instead."

"Well, you got my attention. You've also pissed me off, but we'll ignore that for now. What do you need? I WAS busy."

"I wanted to see how you want to go about fighting Blackout. He kicked our asses pretty bad last time out, so I figured you might want to game plan for next time around."

"You need to go home and worry about boys, not fight Blackout. You probably aren't even old enough to cuss yet. Leave Blackout to the big boys like me."

Now he'd made her mad, and her response was laced with venom. "The big boys like you? Blackout nearly killed you at the bank! And you can't be more than a couple years older than me yourself, so I don't want to hear the age crap from you. I have these powers for a reason, and I'm gonna help take out the bad guys with it."

Spider-Man was irritated but she had a point. "Fine! But, consider yourself warned. if you get hurt, don't come crying to me."

"Okay, I'm warned. Do you have any ideas?"

Peter thought for a second. "Well, we know he has the power of darkness, and he also has the ability to take other super-powers from those who have them. The question is really how he can use them. Does he only use one at a time? All at once? Does he lose them after a certain time? Also, can the darkness always be generated, or does he have a limit. Can he use the darkness in conjunction with one or all of his acquired powers?

"That's a crapload of questions."

Peter glared at Mirage through the mask, "I wasn't finished yet," he said, still quite annoyed. "As you can tell there are a lot of unknowns that come into play when fighting a super-villain. So, consider this your training. Super-villain 101, so to speak."

"Ok, so we have all these questions about his powers. Do we even have a clue as to how to beat him?"

"Oh," Spidey said with a smile, "I have a pretty good idea. Are you ready for part two of your training?" He quickly laid out the plan of attack for the next time that Blackout attacked.

* * *

The next day after school, Peter swung over to the Daily Bugle and walked up to the front desk.

"May I help you?" the lady at the desk asked Peter.

"Oh, uh, I hope so. I have pictures for Mr. Jameson for the contest about Spider-Man."

"I'm sorry; you must not have read the fine print in the ad. It says that you need to be at least 21, and be available anytime for work. It is quite specific, and I don't believe you qualify. Have a nice day."

Peter turned and walked toward the door, quite confused. He turned back around to argue, but the woman gave him the meanest look he'd ever received. He hurriedly turned around and went out the door. _Well, that sucks._ He looked up at where J. Jonah Jameson's office was. _Of course, Spidey himself may be able to get in, then let Peter Parker take over from there. Once Jameson sees these photos, he's gonna flip! And hopefully in a good way this time._ Peter ducked into a nearby alley, and quickly changed into his costume. He then climbed the building next to him and swung over to the floor of the Bugle that housed their offices. He made sure no one was looking and entered through the window into a closet, then changed back into Peter. He opened the door, and stepped out. He spotted Betty, and his smile widened a bit. _Well, if I work here, at least I'll be able to enjoy the scenery. _He decided to walk over to her, and see if she would take the photos.

"Uh, hello"

Betty smiled at Peter. "Well, hello. What are you doing up here?"

"I h-I have pictures."

"Okay, but we try not to use freelancers, and I know for certain you aren't a staff photographer."

"No, it-it's Spider-Man."

"Wait, YOU have Spider-Man pictures?"

"Yes! Uh, yeah, that is what I was trying to say. I have Spider-Man pictures. Here, with me. On this jump drive."

"Well, I don't think that technically you meet the requirements in the ad, but if you managed to get up here anyways, you must be resourceful. I should at least take a look at the pictures, especially since no one else has come even close to getting one. Now, can I have it?"

"What?"

"The jump drive with the pictures on it, can I have it?"

"Oh, well, yeah, sure, of course, why not?"

Betty rolled her eyes. "Just shut up and give me the pictures. I'm at least ten years older than you." Peter finally managed to give her the drive. When Betty started looking through the pictures, she gasped in surprise and quickly grabbed the phone. "Mr. Jameson, you'll want to come out here. Like, RIGHT NOW!"

She heard JJJ cursing under his breath as he walked over to her, but she just laughed and shook her head. "Yes, Miss Brant? I hope this is important. I was in the middle of my cigar break! Why is this pipsqueak here? Security! Get this twerp out of here!"

"No! Mr. Jameson, he's why I called you out here."

"Because of this KID? Are you CRAZY!"

Betty turned her computer around and showed Jameson the pics. "Not if these are any indication of what he can bring in."

Jameson's mouth hung open, and for almost an entire half second he was speechless. Then he cracked a huge, very ugly smile and slapped Peter on the back. "Well, I guess you win the contest son!"

"So I get the staff job?"

Jameson doubled over laughing, and finally managed to regain composure. "Of course not! You can't be more than 15!"

"I'm actually 18."

"Well, you have to look 21 to even think about a staff job here. Anyways, we don't usually use freelancers, but if you keep bringing in Spidey pics like this, I won't have a choice but to keep taking them off your hands. And for these, I'll even spring for a generous hundred bucks!"

Both Peter and Betty stared at Jameson, and he finally muttered the price they should have been. Peter smiled and Jameson walked into his office, complaining about how kids never appreciate money like they did in the old days. Betty gave Peter his check, and a huge smile spread across his face. _Wow, I mean, expected a lot, but, Wow! One thing down, one thing to go._ He glanced around once more, stepped quickly into the closet and swung out a minute later as Spider-Man. _Now, if I can only find Daredevil._


	6. Daredevil

ISSUE #6: Daredevil

In his hideout that was now completely hidden thanks to Mirage's power of illusion, Blackout sat devising his newest plan. He was dressed in black, with red flames around his ankles and wrists. Gold fire descended from each side of his neck and met at his belt. The only thing protecting his identity was the carefully held darkness that covered his face. He could hold the blackness covering his face indefinitely, and always did when in costume. Covering an entire building, however, could drain him quickly. The bank had just been a practice run, both to test his power and to see how long it would take to recover from the strain of holding his blackout that long. It had been almost two days, and he was close to full power once again. _Soon,_ he thought, _soon, I will be the most powerful man in the world. I will be at full strength at midnight tonight, and tomorrow, I will attack S.H.I.E.L.D. Although it will be a slightly new attack plan, I should still be unbeatable, even if Spider-Man once again interferes. With the wealth of knowledge stored in S.H.I.E.L.D.'s database, in this "Information Age" I will be the most powerful person on the planet. And to think, if anyone had a clue who I really was. . . _He smiled a crooked smile beneath the blackness, and laughed wickedly.

* * *

Meanwhile, Spidey swung through Hell's Kitchen, looking for Daredevil. _Man, I really hope he exists! I'd hate to waste my time looking for a rumor, but since nobody has ever actually seen him, that's all he is right now. But the word on the street says he's here, looking out for the underprivileged people. Supposedly, he is able to operate in the total darkness here at nights in Hell's Kitchen, so maybe he could help me with Blackout. If I ever find him, that is. I know Blackout's darkness is a little different, but it's still similar. I need to find him in the next few minutes, though. It's getting late, and Aunt May's going to be worried sick about me. I'm starting to think that this is a useless search. _Just then, he thought he caught a glimpse of something red swinging around. _Then again, there aren't too many mirrors here. Could that really be him?_

Of course, it was Daredevil who was also swinging around Hell's Kitchen, looking for the crime that so commonly occurred in this area. He was blind, but a latent mutant gene had activated a few months ago, giving him super-senses. Although he had not regained his sight, all his other senses, especially hearing and smell were greatly improved. Also, he had gained a "Radar Sense" as he called it that let him know where objects and people were. He had just landed on a roof to rest for a minute when he heard something.

"Daredevil? THE Daredevil? You're real! You're really, really REAL! I can't believe it! I'm actually talking to a superhero! A real live superhero!"

Daredevil heard something familiar in the voice. He turned and asked, "And you are?"

"I'm, oh, I'm Spider-Man. Haven't you heard of me?"

"Yes, but, I've never seen you before." Daredevil chuckled internally at his joke, "Aren't you a super-hero too?"

"Oh, sorry bout that, I just got a little carried away. It's just that, well, I mean, you're freakin' DAREDEVIL!"

Just then the heartbeat, the voice, even some of the smell hit Daredevil, and he realized why it all seemed so familiar. "Wait a minute, I know you! Oh, my, God! You're Peter Parker!"

"Um, no, uh, wh-why would you think something ridiculous such as that? I don't-I don't even know who that is!"

Daredevil smiled and removed his mask. This time, it was Peter's turn to be shocked. "BEN! But, but, you're blind! How can you of all people be a superhero?"

"Apparently, I'm a mutant. I'm blind, but everything else is working at over five (probably more, now that I think about it) times the efficiency of a normal human being. And, I also have some sort of radar sense that allows me to tell how far away people and objects are. Pretty cool, huh?"

"Well, not as cool as being bit by a genetically altered spider. You'll have to ask me to tell you that story sometime. Anyways, I need to ask you a question. How would feel about helping to take down a mutant named Blackout?"

* * *

Back at the Bugle, David was looking over the surveillance video that he had acquired from Midtown High's security cameras. He got down the name of everyone present at the time that Nick had told him Blackout had been on the school grounds. He also had wisely checked Nick's background with his government contacts, and they had all said that Nick was on the level. David looked down at his list and rolled his eyes. Three quarters of the student body, all the bus drivers, all the staff and teachers, and some visitors were printed out in a sheet. "Great. I've got it down to about two thousand. At least it's a start." He started looking back through the video footage and circling the names of those who seemed the most obvious. He looked for about five minutes, when his eyes fell on a new student, Zane Blackard!

* * *

The next morning, Peter couldn't wait to get to school. He excitedly hugged Aunt May and sprinted out the door, not even waiting for the bus. About ten minutes later, he realized how stupid that was, so he changed into Spider-Man and swung to school. When he got there and changed back, he looked for MJ. When he saw her he called out, "MJ! You'll never believe what happened." MJ smiled and shook her head.

"You mean that you got a freelance job taking pictures of Spider-Man for the Daily Bugle?"

"Oh, then maybe you will guess what happened." Peter looked confused. "But how did you know? I didn't even tell Aunt May. Oh my God! I forgot to tell Aunt May!"

"Relax, Pete! Apparently a Miss Brant from the Bugle called looking for you. Aunt May took the call, then told my mom, who then told me! Although, I would tell Aunt May soon, if I were you."

"Oh, but, she ruined my surprise." Peter looked away, somewhat crestfallen.

"Oh, come on!" MJ gave him a hug to cheer him up, "You are going to make a lot of money now! And, you have me for a best friend. What more could you ask for? So it's not all bad, now is it?"

Peter brightened and said, "No, but still, I wanted to surprise you.'

"Well, my mom did, so I guess that's something."

"Yeah, that's something alright. Just don't tell the rest of the gang. I'm going to tell them at lunch. If you did tell them already, please go back and tell them to forget they heard it." Peter looked down at his watch. "Oh, crap, first period is in two minutes! I can't be late again! See you in a little while, MJ!"

His news was well received at lunch, and all acted surprised. Of course, for all but Brian it was because MJ had told them to act surprised, since she had told them all before Peter had arrived. Jason spoke up after Peter delivered the news, "Hey, why don't we go to the Silver Spoon? It will be fun, and we can celebrate Peter's new job. We can go right after school today."

Most agreed, except Brian. "I'm sorry guys. I'd love to go, but my parents said I had to go home straight after school to help with the unpacking. They want to get as much unpacked as possible this week.

"Ah, that sucks. Well, everyone else meet at the Silver Spoon at 4:00. That way we can properly celebrate Pete's new cash inflow." After that Peter, MJ, Crystal, and Eugene started discussing the morning's classes, while Jason and Brian talked about the latest baseball news, something about one more star testing positive for steroids.

* * *

By 5:30 P.M., Peter was out of the Silver Spoon and had started swinging around the city when he saw it. _Oh, no. He's attacking S.H.I.E.L.D headquarters! If he gets the information stored in there, he could be practically unstoppable. I have to stop him, and I hope Ben shows up like I asked him too. _Spidey took off toward Blackout, dreading the newest confrontation.

Nick saw on the news that Blackout had started to strike again, so he quickly got up and drove to the scene of Blackout's latest disturbance. David Harvey was following up a lead on Zane, but his foster parents had said that they hadn't Zane since before school. Vicki was across town, and had to beg off of a game of two-on-one because she "wasn't feeling well." She hated doing it, but she needed to get away and slip onto a bus going towards S.H.I.E.L.D. headquarters.


	7. Showdown

******_Author's Note:_**_ I apologize for the extreme delay between issues 6 and 7. I teach and that obviously takes precedence over my stories, as much as i love to write them and enjoy other people getting to read them. I hope to have Issues 8 and 9 out by the end of the week.  
_

_**ISSUE #7: Showdown**_

As Spidey approached S.H.I.E.L.D. headquarters, he got a terrible feeling in the pit of his stomach. Most people get butterflies, but for Peter it was more like wasps. _God, I really hope Ben can follow through on the plan. I really don't want to get my butt handed to me like last time. Of course, even if this DOES go according to plan, I still might._ He saw the building up ahead, and readied himself for the pain that he remembered the blackness inflicting last time. Using his spider-sense, he swung toward where a window was and went straight through it. As he crashed through, he didn't feel any of the pain he remembered from last time. He looked up, and realized he could see everything in the building. Using his spider-sense, he knew that Blackout was two levels above him. He looked back outside, to see that Blackout had only surrounded the building in black, not completely engulfed it as he had the bank. _I wonder why he only surrounded the building. Does his power have a time or size limit on it? And where are all the S.H.I.E.L.D. people? _Curious, Peter went to face him.

* * *

Outside the building Mirage got off the bus and sprinted past the policeman standing outside the building. She heard the cops shouting demands at Blackout, but there was no reply from inside. She took the stairs and just kept running 'til she heard Spider-Man's voice from the floor above her. _I really need to visit Tony Stark and see if he could hook me up with a faster way to do this kind of stuff. Jet Pack! That's what I need! I really hate taking the bus or the subway. Takes so long, I'm just surprised that I made it at all. And it is so gross! Ew! But that's to think about later. Now though, if only spidey's plan we set up will work._ Taking a deep breath she charged inside the door to see Blackout and Spidey going at it.

**Ten Minutes before**

As Spidey climbed in the window to the room where Blackout was, he gasped in surprise. Every single agent of S.H.I.E.L.D. that had been in the building was tied up in the middle of the floor, including Colonel Nick Fury, the head of S.H.I.E.L.D. "Hey, Blackie! Is this a private party, or can anybody join? And did I have to bring a date? Cause I think she's coming.'

Blackout turned and faced Spider-Man and gave a wicked laugh. _**"You think you're so funny don't you. Well, I hate to be the one to tell you this, but you are quite wrong. Oh, and I'm going to kill you in fifteen minutes, along with everyone is this room. Isn't that right, Colonel Fury?"**_

Fury, a middle aged black man missing an eye from an unknown previous encounter just spit at Blackout. "I hope you die, you pathetic miscreant."

_**"Come now, you're just mad that I humiliated you, stole your tech and information, and am about to kill you and your other members of this pathetic operation."  
**_  
"Come now, leave the poor Colonel alone. Pick on someone with superpowers."

Blackout smiled, even though no one could see it beneath his inky mask. _**"Very well, although I can promise that you are going to regret that statement."**_In less than a second, he had crossed the entire room and was battering Spider-Man with countless punches. Although normal punches usually didn't even faze Peter, the sheer number of punches in a few seconds was almost numbing, and quite painful.

"Oh, please," Peter muttered painfully, "Is that all you got."

Blackout slowed down, and all of a sudden, the room was gone, replaced by a desert, hot and dry. The heat baked Peter and his injuries felt worse. He concentrated on his spider-sense, and realized something. "You're a big faker! Faker, Fakey, Fakest! Did you really think that one of Mirage's illusions was going to fool me for more than a few seconds? Come on now, surely you aren't that stupid."

The illusion disappeared, and Blackout stood before Spider-Man. A very imposing figure, he stood tall over Spider-Man. _**"Very well, I'm in a generous mood. I have the information I needed thanks to a very generous technopath two weeks ago. And, you will die in ten minutes anyways, so I might as well make this a little work out for me. From now on, I'll be using your Spider-powers."  
**_  
"Well, gee Blackie, you're just too kind. It's a wonder you didn't become a girl scout!"

_**"Shut up! Just let me squash you"**_

"No thanks, although I must say, I'm glad you didn't absorb my ability for witty quips, 'cause that would have been quite awkward."  
**  
**_**"Silence!"**_

Blackout moved on the attack, swinging as hard as Peter could, never relenting or giving ground. Peter ducked and dodged, swinging back as much as he could. Thanks to the fact that both Blackout and Peter had spider-sense, each avoided the others blows, although they were fighting more than twice as fast as normal humans. Peter realized that thanks to his injuries from their last battle, he wouldn't be able to outlast Blackout. Because he had used it longer, he knew he had to trick Blackout's spider-sense. As Blackout's next punch came near Peter's face, Peter moved to act like he was dodging, when he suddenly grabbed Blackout's hand and spun hard. He threw Blackout into the wall, leaving a huge dent in the metal. "Betcha didn't expect that, Blackie. Now please say you are down for the count so I can web you up and take you into custody."

_**"Never! I will defeat you, you MORON!"**_

Suddenly, Blackout disappeared. "Gee, Blackie, I've heard of Hide-n-Seek, but this is just ridiculous!" Just then Blackout reappeared on the other side of the room. Spidey ran toward him, but something screamed at Peter not to. In the heat of battle, though, he ignored it and concentrated on Blackout. As he got closer, he realized what it was that was bugging him. _Wait a minute, Blackout's not moving! Oh, no, I think I just got duped by an illusion. Crap!_ Blackout suddenly appeared right in front of Peter, and the Blackout that Peter had been running toward disappeared. As Spider-Man saw Blackout step to the side and extend his arm, he realized what was about to happen and his spider-sense tingled like mad, but he was unable to stop or change direction. "Oh, sh. . . " was all he managed before the clothesline caught him full on the neck, taking all the breath out of him, and flipping him into the air, before he landed hard on his side. "Well," Spidey choked out, "at least now I know how Charlie Brown feels after trying to kick the football."  
_**  
"You have spoken your last words, wallcrawler! Let's hope they were not as frivolous as they sounded to me." **_He brought his fist for the finishing blow, when the room disappeared, replaced by a holding cell. "What the?"

"Leave him alone!" Mirage cried out, "Try me now."  
_**  
"You will regret this, child."**_ Blackout concentrated, and the room went pitch black. Both Spider-Man and Mirage screamed in pain, and Blackout hit Mirage hard enough to knock her out. _**"You really should have gotten a different shtick; this one just didn't work out how you thought it would."**_ He swung down at her unconscious form, about to punch through her skull when suddenly there was nothing there. His fist hit the concrete floor, and it cracked under the blow. He looked up and saw Spider-Man with Mirage jumping out the window. _**"Spider-Man! Come back here you coward!" **_he snarled with rage.

"Sorry, Blackie, but I have special appreciation for this thing called life, and I don't really want you taking it from me. Oh, and Fury told me where your bomb was. It's already been defused and destroyed. See you on the ground floor!" Spidey jumped out the window, and onto a web cushion he'd fashioned on the ground. He got Mirage over to the medics and instructed for them to leave her mask on. He then looked up and saw what he'd hoped for, a red figure using a billy club to do what Spidey did with his webs. "Good old Ben," he managed to mutter then he collapsed. Just then, a figure jumped out the window where Spider-Man had come from.

As Ben swung toward the building, he could sense Peter down on the ground, and by the sound of his pulse, he knew Peter was badly injured. _Oh, Pete, what have you gone and done? I just hope this crazy, stupid scheme works._ He angled down and swung at the figure that had just jumped out of the window.

**Two minutes earlier**

On the street below, Nick Grey surveyed the scene. The blackness surrounding the building had lifted and it looked normal, but because of their bond, Nick had been able to tell that Blackout was still inside. As he scanned the building, and on the sixth floor, he saw the darkness concentrated in one room. He looked to his right and saw a man drive up, when he recognized him from his picture in the newspaper. "Mr. Harvey! Over here." David looked up when Nick called his name.

"And who are you, exactly?"

"My name is Nick Grey. I called you on the phone the other day. The police think Blackout has left, since the blackness around the building is gone, but I can tell he's still inside. I tried to tell one of the policemen, but he ignored me. I need you to tell them to get away from the building."

Just then, Spider-Man and Mirage landed on the ground. As Spider-Man handed Mirage to the medics and collapsed, Nick saw Nick Fury jump out of the window that Spider-Man had come out of. One of the policemen ran up to him, "Oh, Colonel Fury! It's so good to see you made it out safely! How did you survive the jump?"

Fury smiled wickedly, and Nick realized why. He tried to scream out, "That's not Nick Fury! Get away from him!" but his warning came too late. The illusion surrounding Blackout disappeared, and he lashed out at the officer, punching clean through his chest. _**"Spider-Man, I didn't realize how strong you were. This will come in quite handy."**_

"Not for long, it won't! You really shouldn't have done that." Daredevil swung down and kicked Blackout in the face. Blackout recoiled slightly from the blow and laughed again.

_**"Obviously, super-strength isn't your ability. Why don't we find out what it is?"**_

Before Ben could even move, Blackout had moved to him, using his super-speed. He knocked Ben back onto the ground, and grabbed his face. Ben screamed in pain as Blackout absorbed his ability.  
**  
**_**"Now, let's see EXACTLY what your ability is."**_

As he stood there, he suddenly screamed and collapsed. This time, it was Daredevil's turn to laugh. As he stood weakly, he went over to Spider-Man and helped him up. "You were right, without him being blind, my power was too much for him to handle. Even though he was surrounded by darkness, he could see straight through it. When he activated my power, all of his senses went into overload, and his body shut down. It looks like his disguise is gone, so let's see who is inside the suit.'

As they walked over to reveal Blackout's identity to the world, suddenly the entire block was filled with darkness. Amid the screams and cries of pain, a sickening voice could be heard. _**"You have defeated me this time, but I will recover, and I WILL return to kill you."**_With that, the darkness was gone, and Blackout with it.

* * *

The next day, Peter looked at the paper and sighed. Once again, Jameson was blaming him, saying he had some part in helping Blackout escape. _At least Mirage and Ben got good press. Geez, what is it about that guy that makes him hate me so? Oh, well, I'm glad I webbed Aunt May's camera to the building across the street in case the battle came outside. That picture of me looks nice, even if it is the one where I'm collapsing in pain as Daredevil kicks Blackout.._

At the Bugle, David looked at the footage of Blackout's defeat. "Oh, I haven't proven it yet, Zane, but I know you're Blackout, and I'm going to show the world. They deserve to know the truth."


End file.
